Tag Archives: EUR

Spyker Cars Finalizes The Purchase of Saab

Posted on 23. Feb, 2010 by .

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spykercars


* Spyker Cars finalizes deal over the purchase of Saab Automobile
* Transfer of ownership has taken place
* Transaction signals the start of an exciting new era for Saab
* Saab and Spyker to operate under parent company Spyker Cars N.V.

Trollhättan. Spyker Cars N.V. today confirmed it has finalized the deal with General Motors Company to purchase Saab Automobile AB. The transfer of ownership took place at TIME on February 23. Going forward Saab Automobile and Spyker Cars will operate as sister companies under the umbrella of the Amsterdam Euronext listed parent company Spyker Cars N.V. (Ticker symbol:SPYKR). This transaction secures the future of Saab Automobile and signals the start of an exciting new era for the iconic brand.

Victor Muller , CEO of Spyker Cars NV said: “We are delighted – Saab´s future is now secure.” He continued: “From today we will be concentrating all of our efforts into reviving Saab and transforming it into a sustainable and profitable company with the confidence to be bold. We will reinforce the emotional experience between Saab drivers and their cars and we will focus on Saab’s historical strengths in the fields of independent thinking, aircraft heritage, ecological performance and motorsport.

“Through this acquisition we add approximately 15 euros per share in equity and 60 euros of assets. With a well funded business plan in place we are looking forward to working with Saab´s management on the realization of that plan and bringing exciting new products to our customers. Real Saabs, Saab Saabs”

Jan Åke Jonsson, CEO of Saab Automobile AB said: “Today´s announcement is great for Saab´s customers, dealers, suppliers and employees around the globe, the level of passion and support shown to Saab over recent months has been remarkable and this does bode well for the future. Now we aim to get back to the execution of our business plan, starting with the introduction of the new 9-5 later this year, and with the continued support of our employees and business partners I am confident we will succeed.”

“This transaction represents the successful outcome of months of hard work and intense negotiations, all aimed at securing a sustainable future for this unique brand, and we are pleased with the positive outcome,” saidJohn Smith , GM vice president for corporate planning and alliances. “This is a great day for Saab employees, dealers and suppliers, and a great day for millions of Saab customers and fans worldwide.”

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EIB APPROVES LOAN TO SAAB AUTOMOBILE AB

Posted on 12. Feb, 2010 by .

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This official press release just in from from Spyker Cars with regards to the EIB loan Approval.

EIB APPROVES LOAN TO SAAB AUTOMOBILE AB

ZEEWOLDE, The Netherlands (12 February, 2010) – The EIB has today approved a loan to Saab Automobile for €400 million. A statement on the EIB’s website reads:

The EIB has confirmed the authorisation to conclude the EUR 400 million loan to SAAB Automobile AB in accordance with the terms and conditions approved by the Board of Directors on 21 October 2009 and to conclude the guarantee agreement with the Swedish National Debt Office, as the loan is subject to a state guarantee which the Swedish Government approved on 26 January 2010. The EU Commission approved the Swedish state-guarantee for the Bank’s loan to SAAB on 8 February 2010.

Victor Muller, Spyker CEO said: “We are extremely pleased with the decision by the EIB as this was a crucial component in enabling the acquisition of Saab to proceed. Months of hard work have paid off. We cannot wait to close this transaction now as soon as practically possible. We extend our gratitude to the EIB officials who have worked relentlessly to make this happen.”

Jan Åke Jonsson, Saab CEO, said: “This represents another milestone along the path towards the creation of an independent Saab. This is very good news and everyone at Saab should feel very positive now.”

In a separate development, Spyker shareholders at an Extraordinary General Meeting in Zeewolde today approved the intended transaction to acquire Saab. The proposal was carried with an overwhelming majority.

Victor Muller said: “Today’s meeting went very smoothly and we spent a lot of time explaining the transaction in great detail. We also announced that we are currently investigating the possibilities of listing Spyker at the London Stock Exchange by means of a dual listing and possibly in the future in Stockholm, in which case the listing in Amsterdam would eventually be terminated. However, I stress that this is still in the investigation phase and no such decision has been made yet.

“We postponed the decision to change the name of Spyker Cars N.V. to Saab Spyker Automobiles because we need to reach agreement with Swedish aircraft manufacturer Saab AB on the possible use of the Saab trademark in our corporate name. We expect this issue to be resolved at Spyker’s Annual General Meeting, scheduled for April 22 2010.”

-Ends-

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EUROPEAN INVESTMENT BANK CONFIRMS LOAN TO SAAB

Posted on 12. Feb, 2010 by .

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The European Investment Bank officially confirms authorization of the EU 400 Million loan to Saab Automobile AB today according to their website.

To make absolute certain this is the official authorization we’ve been waiting for, Saab History confirmed this with the EIB on the telephone. Saab History will be receiving a follow up call from the EIB later today with more details to follow.

This is a great day for Saab as now everything’s in line for closing on Monday, February 15th.

Here’s their summary.

logo-eib_en

EIB loan to Saab

Date: 12 February 2010

The EIB has confirmed the authorization to conclude the EUR 400 m loan to SAAB Automobile AB in accordance with the terms and conditions approved by the Board of Directors on 21 October 2009 and to conclude the guarantee agreement with the Swedish National Debt Office, as the loan is subject to a state guarantee which the Swedish Government approved on 26 January 2010. The EU Commission approved the Swedish state-guarantee for the Bank’s loan to SAAB on 8 February 2010.

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Swedish National Debt Office Submits Final Approval For State Guarantee Of European Investment Bank Loan

Posted on 12. Feb, 2010 by .

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maudweb

The Swedish Government’s Maud Olofsson and Bo Lundgren held a press conference today at 3:20pm in Sweden about the Saab Spyker EIB loan Guarantee.

They indicated that the final review of the Swedish National Debt Office has been completed and submitted to the EIB, now we await the decision from the European Investment Bank.

The response from the EIB is expected either today or Monday, February 15th, when the Spyker Saab sale is expected to close.

For more information about this conference and for a video recap, please visit this link.

Here’s a recap from Sweden’s E24 News covering the press conference that was over 20 minutes long.

The Debt Office has given its final approval of the State guarantee for Saab’s loan from the European Investment Bank for 400 million euros. The Debt Office also believes that the business plan is “reasonable”.

– We are the projects and ensures that makes us a greener vehicle fleet, “said Maud Olofsson, during the press conference.

– Then it’s up to Spyker and GM to make up for the deal. But we have sufficient collateral to provide these guarantees, “she says.

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SPYKER SECURES FURTHER FINANCING OF SAAB DEAL

Posted on 08. Feb, 2010 by .

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This just in today from Spyker Cars.

SPYKER SECURES FURTHER FINANCING OF SAAB DEAL

ZEEWOLDE, The Netherlands (8 February, 2010) – Spyker Cars N.V. announces today that Spyker has entered into a USD 25 million convertible loan agreement with an investment company owned by Heerema Holding Company Inc.

The USD 25 million loan has a 2 year term, an interest of Euribor + 10% and is convertible into shares at EUR 4 each. This loan secures the funding necessary to close the Saab transaction as the first USD 25 million has already been paid to GM on January 26, 2010. The convertible loan is conditional on SAAB receiving the EIB loan. On July 15 of this year a final payment of USD 24 million is due to GM. Spyker is confident that it will secure the funding for this second installment.

The European Commission approved the Swedish state guarantee for Saab. With respect to the approval of the Swedish state guarantee, competition commissioner Neelie Kroes said: “The state guarantee will contribute to the implementation of Saab’s business plan without giving rise to any undue distortions of competition”.

Victor Muller, Spyker’s CEO said: “We are delighted that Heerema has decided to become an investor in our company. I had the privilege to work for Pieter Heerema from 1984 through 1991, initially as his counsel, later as Director of Corporate Affairs, and we have come to know each other very well as a result. It is the intention to nominate a representative of Heerema as a member of the Supervisory Board”.

“The positive decision of the European Commission to approve the Swedish state guarantee is another major step towards closing of the Saab acquisition. We are grateful to the Commission of their willingness to work so hard on this decision within the limited time available.”

Pieter Heerema added: “Although providing convertible loans such as this one is not in the ordinary course of our business, the positive developments of the past few months involving the SAAB brand and its sympathetic connotation, together with the worldwide support of loyal customers, dealers, employees, suppliers and other stakeholders represents a unique value. This value represents much more than money alone. We are confident that when the company’s management gets the opportunity to implement the business plan we will see a good financial return on our investment as well”.

-Ends-

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EU COMMISSION APPROVES EIB LOAN

Posted on 08. Feb, 2010 by .

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As the Swedish Government and the Swedish National Debt office have approved the EIB loan, yet another critical milestone has been approved.

Today, the EU Commission have also approved the EIB loan. This now leaves the final step in this long awaited process up to the EIB themselves to approve the loan this week.

Here’s the official press release by the EU Commission as well as Sweden’s Dagens Industri,

State aid: Commission approves Swedish State guarantee for Saab

The European Commission has authorised, under EU state aid rules, plans notified by Sweden to provide a guarantee that would enable Saab Automobile AB to access a loan from the European Investment Bank (EIB). The Commission found that 82.8% of the guarantee to be provided by Sweden was in line with its Temporary Framework for state aid measures, which gives Member States additional scope to facilitate access to financing in the present economic and financial crisis (see IP/08/1993 ). In particular, Saab will pay an adequate remuneration for the guarantee and provide sufficient securities in case the guarantee would be drawn. It is therefore compatible with Article 107(3)(b) of the Treaty on the Functioning of the European Union (TFEU), which permits aid to remedy a serious disturbance in the economy of a Member State. The remaining 17.2% will be provided on market conditions and therefore does not constitute state aid.

Competition Commissioner Neelie Kroes said: “The state guarantee will contribute to the implementation of Saab’s business plan without giving rise to any undue distortions of competition.”

The loan to be granted by the EIB would co-finance Saab’s business plan in the light of its sale by current owner General Motors to Dutch carmaker Spyker Cars N.V. According to the business plan, Saab intends to use the EIB loan of €400 million for an investment project worth €1 billion related to inter alia fuel efficiency and car safety.

Saab would pay a premium for the guarantee and provide the Swedish Government with high-quality collateral covering the full guaranteed amount. This collateral could be called upon by the Swedish state if it had to pay out any money under the guarantee. The level of the premiums paid during the lifetime of the loan would be in line with the provisions of the Commission’s Temporary Framework. For a part of the guarantee, the Commission found that, in the current market situation and taking into account the other conditions of the transaction, a premium of 12.48 % per annum constitutes the market price for the risk involved in issuing such a guarantee. The Commission therefore concluded that this part of the guarantee did not involve state aid.

The non-confidential version of the decision will be made available under the case number N 541/2009 in the State Aid Register on the DG Competition website. New publications of state aid decisions on the internet and in the Official Journal are listed in the State Aid Weekly e-News .

[…]

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GENERAL MOTORS AND SPYKER CARS REACH AGREEMENT ON SAAB

Posted on 26. Jan, 2010 by .

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News Release
spykerheader

• GM and Spyker Cars announce a binding agreement over the transfer of ownership
of Saab
• Terms are agreed and the deal is expected to close in February
• Saab’s future as an independent company is secured
• Saab will exit the orderly wind-down process
• Spyker shareholders will restructure at closure of the deal
• Swedish Government issues guarantee in favour of EIB

ZEEWOLDE, The Netherlands (26 January, 2010) – General Motors Company and Spyker Cars N.V, today confirmed the details of a binding agreement over the transfer of ownership of Saab Automobile AB of Trollhättan, Sweden. The transaction is expected to close in February and Saab Automobile will exit the orderly wind down process in line with that timetable.

The transaction will be accomplished as follows:

• Spyker acquires from Saab Automobile Investering AB, a subsidiary of General Motors (“GM”), all the issued and outstanding ordinary shares in the capital of Saab Automobile A.B. (“Saab”) for a consideration of USD 74 million (“Purchase Price”).

• The Purchase Price will be paid in two instalments. The first instalment of USD 50 million will be paid on the date of completion of the transaction, expected to take place on or before February 15, 2010 (“the Closing”). The second instalment of USD 24 million will be paid on July 15, 2010.

• The Share Purchase Agreement is subject to the execution of a EUR 400 million loan agreement between Saab and the European Investment Bank (“EIB”), guaranteed by the
Swedish Government. Today, the Swedish government announced approval of this guarantee. The guarantee is subject to approval by the European Commission, which is expected shortly.

• Upon completion of the transaction GM will retain redeemable preference shares of USD 326 million. The preference shares represent less than 1% of the voting rights in the capital of Saab. The mandatory redemption date is 31 December 2016 and Saab has the right to request voluntary redemption at any time prior to this date. The preference shares carry a dividend entitlement of 6% starting from January 2012, increasing to 12% as from July 1, 2014. The dividend over 2012 will be added to the principal, but as from January 1, 2013 the dividend is payable in cash. Should Saab have insufficient distributable reserves to pay the cash dividend it will be added to principal increased with a penalty factor.

• In order to allow Saab to operate on a stand-alone basis outside GM, Saab and GM will enter into a number of ancillary agreements. As part of the transaction, Spyker intends to negotiate the acquisition of all the outstanding shares in Saab Great Britain Limited, the UK distribution, marketing and sales company for Saab from General Motors UK Limited.

• Spyker will issue a corporate guarantee not exceeding USD 10 million for Saab’s obligations to and for the benefit of the financing company GMAC.

• Spyker will as soon as practically possible convene a general meeting of shareholders to approve the transaction. Spyker obtained irrevocable voting undertakings to vote in favour of the transaction representing the voting majority of its current shareholders.

• It is the intention to change the name of Spyker Cars N.V. at that general meeting of shareholders to Saab Spyker Automobiles N.V.

• As back-up financing, Spyker entered into a EUR 150 million Equity Credit Line Facility with GEM Global Yield Fund Limited (“GEM”) for a term of 3 years. According to this facility, Spyker may issue shares to GEM at 90 per cent of the volume weighted average price of the shares over a period of 15 trading days following a draw down notice sent to GEM by Spyker. In relation to the GEM facility, Spyker has issued to GEM share warrants in respect of 1,570,000 ordinary shares at an exercise price of EUR 4 per ordinary share. The warrants have a 5 year
term.

The object of acquisition
• In spite of media reports that certain parts have already been sold off, the object is Saab as a complete entity and going concern with all IP rights, trademarks, facilities and other infrastructures. The sale of pre 2003 Saab 9-3 and current Saab 9-5 technology to BAIC in December 2009 did not result in any part of Saab’s business being divested or devalued. On the contrary, Saab has already started the production of the new generation Saab 9-5 in Trollhättan.

• Both Saab management and Saab GB management prepared an estimated balance sheet as at 31 December 2009 for the purpose of this transaction. These estimated balance sheets are
still subject to final account closing and audit procedures.

• Spyker Cars does not yet have a balance sheet as at 31 December 2009 ready for reporting purposes. As such, it would be premature to show a pro-forma combined balance sheet for
Spyker, Saab and Saab GB as at 31 December 2009.

• Therefore Spyker only disclose an indicative combined balance sheet of Saab and Saab GB as at Closing date based on the estimated balance sheets for both entities as at 31 December
2009, adjusted for the impact of the transaction items as at Closing date.

• It should be noted that the indicative closing balance sheet is based on the latest estimated balance sheets of both entities by Saab and Saab GB management which are subject to final closing and audit procedures and therefore subject to change, and does not reflect any potential fair value or purchase price allocation adjustments. The indicative closing balance sheet should therefore not be considered as the actual closing balance sheet, but only as an indication for the assets and liabilities to be acquired at closing date.

stats

Saab’s and Saab GB’s combined revenue amounted to some EUR 1.0 billion in 2009 (2008:
EUR 1.6 billion). Earnings before interest, taxes and depreciation amounted to EUR 0.4 billion
negative in 2009 (2008: EUR 0.3 billion negative). In 2009 Saab sold 39.903 cars and
produced 20.791 cars versus selling 94.751 cars in 2008 and producing 89.086 cars.

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RESTRUCTURING AND MANAGEMENT BUY-OUT

As from Closing of the Saab acquisition, the ownership structure of Spyker will change as follows:

• Tenaci Capital B.V. (“Tenaci”), a company wholly owned by Mr. V.R. Muller has made a successful bid on Mr. V. Antonov’s current shareholding in Spyker consisting of 4.6 million ordinary shares. As agreed in 2007, when Mr V. Antonov acquired his shares in Spyker, Mr. V. Antonov will cause the transfer of the priority share to Spyker if and when he would dispose of his shareholding. A resolution to cancel the priority share will be proposed at the upcoming EGM.

• Messrs. N. Stancikas, M. Bondars and Mr. V. Antonov will retire as members of Spyker’s Supervisory Board effective as per the date of Closing.

• Tenaci will grant to Spyker two loans. One for an amount of USD 25 million towards payment of part of the Purchase Price for Saab upon completion of the transaction. A second loan for an amount of EUR 57 million for repayment of all of Spyker’s current outstanding loans to banks and other financial institutions controlled directly, or indirectly by Mr. V. Antonov. This loan mirrors the existing terms (including the lender’s right to convert EUR 9.5 million into ordinary shares at a conversion price of EUR 4.00 per share).

• The sale will be subject to customary closing conditions, including receipt of applicable regulatory, governmental and court approvals. Other terms and conditions specific to the sale are not being disclosed at this time. Victor R. Muller, Spyker’s CEO, stated: “We are very much looking forward to being part of the next chapter in Saab’s illustrious history. Saab is an iconic brand that we are honoured to shepherd. We are delighted to have secured the jobs and livelihoods of thousands of loyal Saab employees, suppliers and dealers and to have given reassurance to the 1.5 million Saab drivers and enthusiasts around the world. It was breathtaking to see so much support from the global Saab community over the last months which not only shows the strength of the brand but also helped us in our relentless determination to get the deal done.”

“Spyker Cars will provide Saab with the backing required to compete as a competitive global brand along with an entrepreneurial leadership team sensitive to the uniqueness, heritage and individuality of the Saab brand. I would like to extend my sincere gratitude to Vladimir Antonov for his formidable support during the past two years. His contribution has allowed Spyker to get to the point that this
transaction was made possible. I also want to extend my gratitude to Messrs. Stancikas and Bondars as Members of the Supervisory Board. They have made very valuable contributions to our company
during their respective terms.”

“Finally I would like to thank the Swedish Government for its constant support for our efforts culminating in granting the Guarantee in favour of the European Investment Bank today for an EUR
400 Million loan to Saab which we hope to secure in the coming weeks.”

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Jan Åke Jonsson, CEO of Saab Automobile AB said: “It has been a challenging 15 months for Saab but our global organization has shown a fighting spirit that will serve us well going forward. The
agreement with Spyker Cars has secured Saab’s future and will enable us to maximize the brand’s potential through an exciting new product line-up with a distinctly Saab character.”

“Today’s news is great for Saab’s customers, dealers, suppliers and employees around the globe. The level of passion and support shown to Saab over recent months has been remarkable and I would like
to take this opportunity to thank all of those people who continued to believe that Saab deserved a future. Now we aim to get back to the execution of our business plan and with the continued support
of our employees and business partners I am confident we will succeed.”

Nick Reilly, President GM Europe, added: “As a responsible corporate citizen in Europe, and throughout the entire period, GM has always had the hope to find a positive solution for Saab that
would avoid a wind-down of the brand. We have worked very hard with many parties, including governments and investors, and I’m very pleased that we could come to such a positive conclusion
that preserves jobs in Sweden and elsewhere. GM will continue to support Saab and Spyker Cars on their way forward.”

-Ends-

Note for the media, not for publication
For further media information, please contact:

Saab Automobile Press Office
Tel: +46 (0)520 279797

Spyker Cars Europe, PFPR Communications:
Mike Stainton
T: +44 (0) 1622 77 66 87
M: +44 (0) 7739 891 040
E: mike.stainton@pfpr.com

Tom Housley
T: +44 (0) 1622 766510
M: +44 (0) 7746 646 356
E: thomas.housley@pfpr.com

Peter Rawlinson
T: +44 (0) 1622 691 361
M: +44 (0) 7971 472 715
E: peter.rawlinson@pfpr.com

Spyker Cars North America, PCG Campbell:
Shane Smith
T: +1 310 224 4965
M: +1 310 224 4965
E: ssmith@pcgcampbell.com

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Nygren-Samuelsson Say They Are Still In The Game

Posted on 26. Jan, 2010 by .

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nygren

Photo Credit: E24

Since Merbanco & now Genii Capital Group / Ecclestone are out of the bidding and Spyker continuing final negotiations in Stockholm, former Swedish Minister, Jan Nygren of the Nygren-Samuelsson team, says that his team is still in the bidding game according to E24

This bid was a worst case scenario bid let’s remember, effectively only focusing on the 9-3 lineage, no new 9-5, no 9-4x and therefore only up to an expected 50,000 units per year, and no need for an EIB loan.

Jan Nygren like Christopher Johnston of Merbanco and Lars Carlstrom of Genii group, says that if the Spyker sale goes off without a hitch, he wishes them well.

Apparently, he felt it was important to tell us that although they support the Spyker bid and hope it succeeds, they are still waiting in the wings if need be.

Genii capital has thrown in the towel, but GM appears to continue talks with the Dutch Spyker. But the former S-minister Jan Nygren is still in the game.

– We are ready and happy to resume talks with GM, said Jan Nygren to E24.

His business is not dependent on a loan of 400 million euros from the European Investment Bank, but focuses on producing small volumes of Saab models and has a “sound business”.

What are the financiers behind his team, he still would not reveal.

– It’s a thing between us and GM, said the former manager of the defense group Saab who is also deputy prime minister.

E24: But GM has certainly always had opinions on just what the financiers are among the bidders, should not you be open with it?

– I can say as much as it is Swedish interests and people with knowledge of vehicles, “said Jan Nygren.

E24: So if Spyker would fail, you can be an alternative?

– If Spyker affair goes off without a hitch, we say good luck, otherwise we are absolutely interested, “said Jan Nygren.

The Dutch investor and multi-billionaire Marcel Boekhoorn denied again today that he would be one of the financiers behind the Spykers Saab bid.

In an email to TT says: “Marcel Boekhoorn affirms that he is not involved in the purchase of Spyker Cars Saa

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